Jim Spencer
Today the World, Tomorrow Milwaukee
In the early 20th century, Milwaukee was culturally vibrant and politically progressive. Closer in many ways to Central Europe than the American Midwest, it was a city of breweries and machine shops governed for many years by socialists. By the time Jim Spencer arrived in Milwaukee in 1968, that vibrancy had faded, and politics had turned repressive. The city was tightly segregated by race. The police ruled the streets with a heavy hand. The Special Assignment Squad, posing as Bell Telephone employees, tapped the phones of suspected subversives. But the shell of the old city stood, with its skyline of church spires and domes and solid Teutonic architecture, an impressive park system and neighborhoods of modest but attractive bungalows.
Although born in rural Kentucky, Jim Spencer adjusted easily to the idiosyncratic metropolis and navigated with uncommon skill between Milwaukee’s counterculture and old money. He played many roles with grace; he was a musician, songwriter, poet, magus, and congenial salesman of ideas. He was a dealer in rare books, antiquities, and fantasies. He was a D.I.Y. publisher and indie recording artist at a time when circulating self-produced poetry and music beyond one’s hometown was a challenge on par with swimming the English Channel. He was Milwaukee famous—at least to anyone who cared about music and poetry. He was not much known elsewhere.

Spencer’s love of music and his heart condition were the legacies of Kentucky ancestors. He was seldom far removed from his guitar and seemed aware, especially near the end, of racing against the hands of a fast-moving clock. “Death is just a paper tiger if you don’t let it get too near,” he wrote. The tiger claimed him in his sleep—heart failure at 39.
He came to Milwaukee for love. His wife Judy was a native. He stayed for the love of their young daughters Heidi and Llysa, both of whom would become musicians. Judy recalls him as a playful father who dressed up like the Easter Bunny for the girls. “My memories are more like flashes of dreams,” Heidi said.

Spencer found his center of gravity in the counterculture that clustered on the city’s East Side near the University of Wisconsin-Milwaukee—but gravity never held him down for long. He found his place in the city’s bustling folk music scene—but would not stay in place. He was amused by most anyone and everything he encountered and, as was his wont, found his adopted hometown both stimulating and silly. “Today the world, tomorrow Milwaukee,” he always said. And yet, compared to Indianapolis, where his teenage years were spent, Milwaukee simmered with possibility. The palimpsest of its old Central European high culture was still apparent in its symphony orchestra, its opera company and Equity theaters. Even avant-garde performance groups found enough patronage to survive.

There was money in town and some of it trickled down into Spencer’s hands for the rare books and artifacts he somehow acquired. He was unafraid to tweak his patrons—calling out one wealthy young collector of occult manuscripts for smoking “Dunghills”—yet he delivered his ego-puncturing jabs in a voice as smooth as fine whiskey and with a disarmingly mischievous twinkle. “Jim had a devilish glint in his eye and an impish grin as he emitted absurd turns of phrase, puns, poems, and anagrams,” recalled Violent Femmes’ bassist Brian Ritchie. “Frequently his cigarette ash gained improbable length, which caused me anxiety: ‘Jim—your cigarette!’ His response: ‘I like to make an ash of myself.’”
Milwaukee’s 1960s counterculture was anchored in part by the Bugle American, a free weekly with a cheeky sensibility. The Bugle’s essayist Rich Mangelsdorff wrote that Spencer was “downright amazing in his ability to yoke the ethereal with the apparent” in lyrics and poems that nudged easily between the mystical and the scatological. Milwaukee also retained the crumbling remnants of the Beat literary scene. Spencer published his own short-lived underground newspaper called Soft Times and co-edited several local poetry anthologies. He printed chapbooks of his verse whose delightfully wacky titles spoofed pop-culture currents—My Little Read Book, Hide This Book, I’m Okay-You’re Fucked Up.
He was a metaphysical comedian-poet who took his humor seriously. “You lead me beyond the superstition of reality,” he wrote in a love poem, adding: 
“chances of a lifetime/come along like streetcars/that we miss/as we chose our critics/like artists/seeking approval/from their own personal devils.”

Spencer’s prominence in the city’s “small press” movement, a facet of the countercultural urge to democratize access to the creative means of production, set the stage for his work as a recording artist. In his mind, it was just a small step from self-publishing broadsides and chapbooks to releasing his own LPs.

Although Milwaukee was still known as America’s brewery, it was also a center for commercial printing. In ’70s America good-paying work was bountiful and bohemians could count on temporary jobs in the “real world” like the print shop gigs Spencer took on. In general though, Spencer had no visible means of support but was always supported. He often didn’t have a car, but always had a ride. Material possessions passed easily through his fingers; money was scarce but popped up—one time a $20 bill appeared at his feet blown on the wind. He paid people in books and objects that delighted them. He paid a nascent Milwaukee trucking company, Hernia Movers, who hauled a load of goods for him, with a slogan. “The Potentate of Totin’ Freight” is still seen around Milwaukee, emblazoned on the sides of Hernia’s trucks.
He juggled musicians and mistresses and saw many angles from multiple perspectives. He was always encountering remarkable people. “Coincidence is God’s fingerprints,” he wrote. He held court during noontime breakfasts and 2 a.m. sessions at the city’s most cosmopolitan cocktail bar. He drew people to him. He seldom slept.

The gift of finding common ground, of measuring people, served him well in business, in person and on stage. “Dad knew all the homeless people in Juneau Park by name,” recalled his daughter Llysa, referring to the downtown park near several of her father’s addresses. Sometimes accompanist and songwriting partner Barry Patton remembers Spencer winning over improbable audiences for their acoustic folk duo, at a biker bar on Milwaukee’s tough blue-collar South Side, and opening for Queen on their first American tour. “He could take all kinds of egos and make them coexist,” Patton said.

Despite the flurry of energy spiraling from him in all directions, music was the through-line of Spencer’s life in Milwaukee. He released three albums under his own name and one as Major Arcana, a band-persona that enabled him to escape his singer-songwriter image.

Spencer produced his own recordings and released them under the imprimatur of cryptically-monikered labels: Landscapes (1973) came out on Thoth Records, named for the Egyptian god of writing and learning; 2nd Look (1974) on Akashic Records, named after the theosophical concept of an astral compendium of all human thoughts and emotions; and The Most Beautiful Song in the Forest (1977) on Castalia Records, named for the initiates in Herman Hesse’s novel Magister Ludi. “He had forbidden books in his basement,” said frequent collaborator Sigmund Snopek, a classically trained progressive rock keyboardist. “He was fascinated by other cultures and religions and incorporated some of that into his music.”

By contrast, Major Arcana was psychedelic folk-rock, a loose-limbed campfire jam recorded over a period of months. The diverse cast of musicians was often summoned with little notice, when money to pay for the sessions materialized. Milwaukee underground comix legend Denis Kitchen (whose Kitchen Sink Press published work by Will Eisner, Harvey Kurtz and others) drew his only album cover for Spencer’s album, a benign Hieronymus Bosch profusion of impossible entities and occurrences.
“If at first you don’t succeed, succumb.”
— Jim Spencer
With The Most Beautiful Song in the Forest, Spencer wove a lovely and sincere cycle of children’s songs whose roots can be heard in the lullabies and folklore of centuries past. He was inspired to make the album for his young daughters, who recall being present at the recording session, but he also believed an international market existed for his children’s music. Spencer was always looking for a stairway to success beyond, but Milwaukee was a Mobius loop Spencer could not escape. Mangelsdorff called him “A man of great integrity locked into the city of the blind.”

The four-album discography documented no more than half the songs Spencer would write. “It was always fun to visit him. He’d always have new songs, new stories, limericks. He was a real wordsmith,” Snopek said. Patton agrees. “He’d call me at 2-3-4 in the morning with a new song,” he recalled. “I remember he once played me a recording of Hall and Oates’ ‘Sara Smile.’ He said, ‘Don’t listen to the arrangement. Listen to the song!’ He was all about the craft of writing.”

Although he appeared to be seldom alone, many of Spencer’s most moving lyrics were about loneliness or explored the distance between people and their aspirations. He could write in the cadences of the 17th and 20th centuries with no affectation in either case.

Had he lived in a city with a more developed recording industry, he might have had a prolific career in production. In 1976 he produced Inside the Shadow by the Indianapolis band Anonymous led by an old friend, Ron Matelic. Released on Spencer’s A Major Label and produced in the laboratories of the International League of Idlers & Eccentrics, Inside the Shadow hearkened back to ’60s electric folk-rock and is now regarded as one of the crown jewels of 1970s American psychedelia. Spencer’s idea of production had little to do with polish or technical prowess, but sought to catch a moment in aspic, energy in a bottle. “Anonymous was never really a playing band. We started jamming on Sunday afternoons and eventually I wrote most of what would become the Anonymous album. I owe that to Jim Spencer—a true artist,” said Matelic in an interview with Patrick Lundborg in 2005.
As the ’70s progressed, Spencer collaborated with a Milwaukee funk band, Son Rize, and in 1979 released a 45, “The Blues are Out to Get Me.” 7" and 12" versions exist for another single that same year, “Wrap Myself Up.” “I remember conversations we had about disco,” Patton said. “He saw that it might be a way in [to the music industry]. His thought process was: ‘You have to work within this vehicle that reaches people.’” Unlike most of his musical peers, “He didn’t put a value judgment on it.” Or as Spencer once said, “The best way to become a leader is to find out which way the herd is heading and then run up to the front.”

Spencer was working with a Milwaukee African-American label, New World Records, on a host of R&B and gospel recordings in the months before his death. There wasn’t much he wouldn’t try in music. He even performed once at Milwaukee’s punk rock club, The Starship. “He was a punk personality with a folksinger persona,” Ritchie said. “The only time I actually did a gig with him, he summoned me to the Murray Tap about an hour before the gig. We performed with an illustrious ad-hoc band also featuring [Milwaukee bluesmen] Jim Liban and McKinley Perkins. No rehearsal. It was gloriously shambolic.”
In the midst of all this, Spencer found time to be a shopkeeper, even if the hours at his book-antique stores were unreliable.

Some of his closest associates caught a sense of frustration near the end of his life. Cracks were seen in his usual good humor with every aspect of a life, given his literary interests, possibly described as a Borgesian labyrinth. In light of a family history of heart troubles, he was not taking necessary precautions. He smoked cigarettes and pot but had no interest in narcotics. He drank a little and slept less, leading some to suspect his life was amphetamine driven. Burning the candle at both ends? “He just took a blowtorch to that candle,” Patton said. “He operated at a different level than the rest of us.”
“If at first you don’t succeed, succumb”
— Jim Spencer
In the early 20th century, Milwaukee was culturally vibrant and politically progressive. Closer in many ways to Central Europe than the American Midwest, it was city of breweries and machine shops governed for many years by socialists. By the time Jim Spencer arrived in Milwaukee in 1968, that vibrancy had faded and the politics had turned repressive. The city was tightly segregated by race and the police ruled the streets with a heavy hand. The Special Assignment Squad, posing as Bell Telephone employees, tapped the phones of suspected subversives.The police were accused of an occasional summary execution of criminals and bullet holes are still visible in the mural at a popular bar where drunken cops fired their service revolvers after closing time. But the shell of the old city stood, with a European skyline of church spires and domes, a downtown of solid Teutonic architecture, an impressive park system and neighborhoods of modest but attractive bungalows.
Although born in rural Kentucky as Jimmie Rodgers Spencer, he adjusted easily to the idiosyncratic metropolis and navigated with uncommon skill between Milwaukee’s counterculture and old money. He played many roles with grace. His life can never be reduced to a Facebook post or boiled down to a few sentences in a biographical dictionary. Spencer was a musician, songwriter, poet, magus and congenial salesman for any idea that gained footing in his imagination. He was a dealer in rare books, antiquities and fantasies. He was a DIY publisher and indie recording artist at a time when circulating self-produced poetry and music beyond one’s hometown was a challenge on par with swimming the English Channel.

As a result, he was famous during his life in Milwaukee—at least to anyone who cared about local music and poetry, about books and the enterprise of creativity. He was not much known elsewhere but in the years after his death in 1983, his music, at least, has attracted attention. Badly manufactured bootlegs have cropped up around the world and bizarre accounts of his life have surfaced online. This compilation represents the first time his music has been reissued from the original tapes. It’s also an opportunity to tell his story.
To the degree that life is determined by heredity, Spencer’s love of music and his heart condition were the legacies of his Kentucky ancestors. He was seldom far removed from his guitar and seemed aware, especially near the end, of racing against the hands of a fast-moving clock. “Death is just a paper tiger if you don’t let it get too near,” he wrote. The tiger claimed him when he died in his sleep of heart failure, age 39, with many musical projects uncompleted.

His irrepressibly Southern inclination to sing and play guitar aside, the content of his life was conjured in the environment he created for himself and inspired by the spirit of those times. Coming of age in the late 1960s, Spencer hurled himself into an epoch when age-old questions were coupled with the search for new meanings. He came to Milwaukee for love. His wife Judy was a native. He stayed for the love of their children, Heidi and Llysa (both became musicians). Judy recalls him as a playful father who dressed up like the Easter Bunny at a holiday get-together. “My memories are more like flashes of dreams,” Heidi says. “But I think he influenced my love for antiques, old postcards, collecting and my strange meter when I play guitar.”

Spencer found his center of gravity in the counterculture that clustered on the city’s East Side near the University of Wisconsin-Milwaukee—but gravity never held him down for long. He found his place in the city’s bustling folk music scene—but he was unable to stay in place. Even within those elastic confines, he was never content to focus on only thing or another.
Spencer was amused by most anyone and everything he encountered and, as was his wont, he found his adopted hometown both stimulating and silly. “Today the world, tomorrow Milwaukee,” he always said, alluding to the city’s sluggishness in the face of change. In those years Milwaukee was dependably two years behind New York. It was not the place where trends began but a place where fashion was followed.

And yet, compared to the city where his teenage years were spent, Indianapolis, Milwaukee simmered with possibility. The palimpsest of its old Central European high culture was visible in the form of a professional symphony orchestra, an opera company and Equity theaters. Even avant-garde performance groups found enough patronage to survive.
There was money in town and some of it trickled down into the arts—and into Spencer’s hands for the rare books and artifacts he somehow acquired. He was unafraid to tweak his patrons—calling out one wealthy young collector of occult manuscripts for smoking “Dunghills”—yet he delivered his ego-puncturing jabs in a voice as smooth as fine whiskey and with a disarmingly mischievous twinkle. “Jim had a devilish glint in his eye and an impish grin as he emitted absurd turns of phrase, puns, poems and anagrams,” says Violent Femmes’ bassist Brian Ritchie. “Frequently his cigarette ash gained improbable length, which caused me anxiety: ‘Jim—your cigarette!’ His response: ‘I like to make an ash of myself.’”

Milwaukee’s 1960s counterculture remained strong and coherent in the early years of his sojourn, anchored by a weekly paper called the Bugle American. Their cheeky sensibility was comparable to Spencer’s punning sense of humor and he moved in the circles of its writers. The Bugle’s essayist Rich Mangelsdorff wrote that Spencer was “downright amazing in his ability to yoke the ethereal with the apparent” in lyrics and poems that nudged easily between the mystical and the scatological. Milwaukee also retained the crumbling remnants of an earlier subculture, the Beat literary scene, and Spencer made his home in those environs, publishing his own short-lived underground newspaper called Soft Times and co-editing several local poetry anthologies. He printed chapbooks of his verse whose delightfully wacky titles—My Little Read Book, Hide This Book, I’m Okay-You’re Fucked Up—spoofed the political pop-culture currents of the time.

He was a metaphysical comedian-poet who took his humor seriously. “You lead me beyond the superstition of reality,” he wrote in a love poem, adding: 
chances of a lifetime/come along like streetcars/that we miss/as we chose our critics/like artists/seeking approval/from their own personal devils.”
Spencer’s prominence in the city’s “small press” movement, a facet of the countercultural urge to democratize access to the creative means of production, set the stage for his vocation as a recording artist. In his mind, it was just a small step from self-publishing broadsides and chapbooks to releasing his own LPs.
Although Milwaukee was still known in those years as America’s brewery, it was also a center for commercial printing. Spencer picked up odd jobs in print shops early on; in ‘70s America good-paying work was bountiful and bohemians could count on temporary jobs in the “real world” as they worked out their dreams. After awhile, Spencer had no visible means of support but was always supported. He often didn’t have a car but always had a ride. Material possessions passed easily through his fingers; money was scarce but money popped up—one time a $20 bill appeared at his feet blown on the wind. He paid people in books and objects that delighted them.

Sometimes he bartered ideas for services. When a nascent Milwaukee trucking company, Hernia Movers, hauled a load of goods for him, Spencer paid with a slogan. “The Potentate of Totin’ Freight” is still seen around Milwaukee, emblazoned on the sides of Hernia’s trucks. He was always encountering remarkable people. “Coincidence is God’s fingerprints,” he wrote. He held court during noontime breakfasts and 2 a.m. sessions at the city’s most cosmopolitan cocktail bar. He drew people to him and slept far too little.

The gift of finding common ground, of measuring people, served him well in business, in person and on stage. “Dad knew all the homeless people in Juneau Park by name,” recalls his daughter Llysa, referencing the downtown park near several of her father’s abodes. Spencer’s sometimes accompanist and songwriting partner Barry Patton remembers that he won over improbable audiences for their acoustic folk duo, whether at a biker bar on Milwaukee’s tough blue-collar South Side or opening for Queen on their Night At The Opera Tour. “He could take all kinds of egos and make them coexist,” Patton says.
Despite the flurry of energy spiraling from him in all directions, music was the through-line of Spencer’s life in Milwaukee. He released three albums under his name plus one as Major Arcana, a band-persona that enabled him to escape his singer-songwriter image.

Spencer produced his own recordings and released them under the imprimatur of a succession of cryptically monikered labels: Landscapes (1973) came out on Thoth Records, named for the Egyptian god of writing and learning; 2nd Look (1974) on Akashic Records, named after the theosophical concept of an astral compendium of all human thoughts and emotions; and The Most Beautiful Song in the Forest (1977) on Castalia Records, named for the initiates in Herman Hesse’s novel Magister Ludi. “He had forbidden books in his basement,” says his frequent collaborator Sigmund Snopek, a classically trained progressive rock keyboardist. “He was fascinated by other cultures and religions and incorporated some of that into his music.” For Major Arcana (1976), he had fun by calling his company A Major Label.
The solo albums only hinted at Spencer’s range. Country-rock tracks came easily to him, given his rural American heritage, but so did balladry that could have harkened from Elizabethan England. “Greensleeves” was one of his favorite compositions. The best performances were intimate, as if he sat across the kitchen table from the listener. He had a gift for melody and poetic lyrics of casually worn wisdom.

By contrast, Major Arcana was psychedelic folk-rock, a loose-limbed campfire jam recorded over a period of months. The diverse cast of musicians was often summoned with no notice as money to pay for the sessions materialized. The front cover was designed by Milwaukee underground comix artist Denis Kitchen, whose Kitchen Sink Press later published work by Will Eisner, Harvey Kurtz and others. Kitchen used the Arcana cover as a canvas for a benign Hieronymus Bosch profusion of impossible entities and occurrences.
With The Most Beautiful Song in the Forest, Spencer wove together a lovely and sincere cycle of children’s songs whose roots can be heard in the lullabies and folklore of centuries past. He was inspired to make the album for his young daughters, who recall being present at the recording session, but he also had the idea that an international market existed for his children’s music. Spencer was always looking for a stairway to success beyond Milwaukee and had he survived into the Internet age, he might have found audiences around the world for The Most Beautiful Song. Who knows? Perhaps he could have leveraged the album into a gig with PBS composing the scores for high-toned children’s shows. But this was a future that was never meant to be. In those years Milwaukee was a Mobius loop Spencer could never escape. Mangelsdorff called him “A man of great integrity locked into the city of the blind.”

The four-album discography documented only a small percentage of the songs Spencer had written. “It was always fun to visit him. He’d always have new songs, new stories, limericks. He was a real wordsmith,” Snopek says. Patton agrees. “He’d call me at 2-3-4 in the morning with a new song,” he recalls. “I remember he once played me a recording of Hall and Oates’ ‘Sara Smile.’ He said, ‘Don’t listen to the arrangement. Listen to the song!’ He was all about the craft of writing.”
But the craft was only the doorway and the art waited for discovery within. Although he appeared to be seldom alone, many of Spencer’s most moving lyrics were about loneliness or explored the distance between people and their aspirations. He could write in the cadences of the 17th and 20th centuries with no affectation in either case.

Spencer’s ears were wide open and had he lived in a city with a more developed recording industry, he might have had a prolific parallel career in production. In 1976 he produced a superb album, Inside the Shadow, by a band called Anonymous led by an old friend from Indianapolis, Ron Matelic. Released on Spencer’s A Major Label and credited as produced in the “laboratories” of the International League of Idlers & Eccentrics, Inside the Shadow sounded like an unknown collaboration between The Byrds and Fairport Convention. The LP looked backwards to ‘60s electric folk-rock and forward to any number of low-fidelity psychedelic revivalists. Spencer’s idea of production had little to do with polish or technical prowess but sought to catch a moment in aspic, to capture energy in a bottle.

As the ‘70s progressed, Spencer collaborated with a Milwaukee funk band, Son Rize, and released one of the greatest lost disco singles with them, “Love Star” (1979), along with the 45’s A-Side, “The Blues are Out to Get Me,” which recently appeared on Numero Group’s W2NG 89.9FM compilation. “I remember conversations we had about disco,” Patton says. “He saw that it might be a way in [to the music industry]. His thought process was: ‘You have to work within this vehicle that reaches people.’” Unlike most of his musical peers, “He didn’t put a value judgment on it.” Or as Spencer once said, “The best way to become a leader is to find out which way the herd is heading and then run up to the front.”

Pushing deeper into rhythm and blues, Spencer was working with a Milwaukee African-American record label, New World Records, on a host of R&B and gospel recordings in the months before his death. There wasn’t much he wasn’t willing to try. He even performed once at Milwaukee’s punk rock club, The Starship. “He was a punk personality with a folksinger persona,” Ritchie says. “The only time I actually did a gig with him, he summoned me to the Murray Tap about an hour before the gig. We performed with an illustrious ad-hoc band also featuring [Milwaukee bluesmen] Jim Liban and McKinley Perkins. No rehearsal. It was gloriously shambolic.”

In the midst of all that music, Spencer found time to be a shopkeeper, albeit the hours at his book-antique stores were unreliable.

Some of his closest associates caught a sense of frustration near the end of his life. Cracks were seen in his usual good humor. He might not have been feeling entirely well but as with every aspect of his life, his thoughts were like a Chinese puzzle box with many hidden compartments. Better yet, given his literary interests, it might be better to describe his life as a Borgesian labyrinth. In light of his family history of heart troubles, he was not taking all necessary precautions. Spencer smoked cigarettes and pot but had no interest in narcotics. He drank a little and slept less, leading some to suspect his life was amphetamine driven. Those who say that are people who can’t imagine a mind that refused to stop thinking and imagining. Burning the candle at both ends? “He just took a blowtorch to that candle,” Patton says. “He operated at a different level than the rest of us.”

—David Luhrssen
In the early 20th century, Milwaukee was culturally vibrant and politically progressive. Closer in many ways to Central Europe than the American Midwest, it was a city of breweries and machine shops governed for many years by socialists. By the time Jim Spencer arrived in Milwaukee in 1968, that vibrancy had faded, and politics had turned repressive. The city was tightly segregated by race. The police ruled the streets with a heavy hand. The Special Assignment Squad, posing as Bell Telephone employees, tapped the phones of suspected subversives. But the shell of the old city stood, with its skyline of church spires and domes and solid Teutonic architecture, an impressive park system and neighborhoods of modest but attractive bungalows.
Although born in rural Kentucky, Jim Spencer adjusted easily to the idiosyncratic metropolis and navigated with uncommon skill between Milwaukee’s counterculture and old money. He played many roles with grace; he was a musician, songwriter, poet, magus, and congenial salesman of ideas. He was a dealer in rare books, antiquities, and fantasies. He was a D.I.Y. publisher and indie recording artist at a time when circulating self-produced poetry and music beyond one’s hometown was a challenge on par with swimming the English Channel. He was Milwaukee famous—at least to anyone who cared about music and poetry. He was not much known elsewhere.

Spencer’s love of music and his heart condition were the legacies of Kentucky ancestors. He was seldom far removed from his guitar and seemed aware, especially near the end, of racing against the hands of a fast-moving clock. “Death is just a paper tiger if you don’t let it get too near,” he wrote. The tiger claimed him in his sleep—heart failure at 39.
He came to Milwaukee for love. His wife Judy was a native. He stayed for the love of their young daughters Heidi and Llysa, both of whom would become musicians. Judy recalls him as a playful father who dressed up like the Easter Bunny for the girls. “My memories are more like flashes of dreams,” Heidi said.

Spencer found his center of gravity in the counterculture that clustered on the city’s East Side near the University of Wisconsin-Milwaukee—but gravity never held him down for long. He found his place in the city’s bustling folk music scene—but would not stay in place. He was amused by most anyone and everything he encountered and, as was his wont, found his adopted hometown both stimulating and silly. “Today the world, tomorrow Milwaukee,” he always said. And yet, compared to Indianapolis, where his teenage years were spent, Milwaukee simmered with possibility. The palimpsest of its old Central European high culture was still apparent in its symphony orchestra, its opera company and Equity theaters. Even avant-garde performance groups found enough patronage to survive.

There was money in town and some of it trickled down into Spencer’s hands for the rare books and artifacts he somehow acquired. He was unafraid to tweak his patrons—calling out one wealthy young collector of occult manuscripts for smoking “Dunghills”—yet he delivered his ego-puncturing jabs in a voice as smooth as fine whiskey and with a disarmingly mischievous twinkle. “Jim had a devilish glint in his eye and an impish grin as he emitted absurd turns of phrase, puns, poems, and anagrams,” recalled Violent Femmes’ bassist Brian Ritchie. “Frequently his cigarette ash gained improbable length, which caused me anxiety: ‘Jim—your cigarette!’ His response: ‘I like to make an ash of myself.’”
Milwaukee’s 1960s counterculture was anchored in part by the Bugle American, a free weekly with a cheeky sensibility. The Bugle’s essayist Rich Mangelsdorff wrote that Spencer was “downright amazing in his ability to yoke the ethereal with the apparent” in lyrics and poems that nudged easily between the mystical and the scatological. Milwaukee also retained the crumbling remnants of the Beat literary scene. Spencer published his own short-lived underground newspaper called Soft Times and co-edited several local poetry anthologies. He printed chapbooks of his verse whose delightfully wacky titles spoofed pop-culture currents—My Little Read Book, Hide This Book, I’m Okay-You’re Fucked Up.
He was a metaphysical comedian-poet who took his humor seriously. “You lead me beyond the superstition of reality,” he wrote in a love poem, adding: 
“chances of a lifetime/come along like streetcars/that we miss/as we chose our critics/like artists/seeking approval/from their own personal devils.”

Spencer’s prominence in the city’s “small press” movement, a facet of the countercultural urge to democratize access to the creative means of production, set the stage for his work as a recording artist. In his mind, it was just a small step from self-publishing broadsides and chapbooks to releasing his own LPs.

Although Milwaukee was still known as America’s brewery, it was also a center for commercial printing. In ’70s America good-paying work was bountiful and bohemians could count on temporary jobs in the “real world” like the print shop gigs Spencer took on. In general though, Spencer had no visible means of support but was always supported. He often didn’t have a car, but always had a ride. Material possessions passed easily through his fingers; money was scarce but popped up—one time a $20 bill appeared at his feet blown on the wind. He paid people in books and objects that delighted them. He paid a nascent Milwaukee trucking company, Hernia Movers, who hauled a load of goods for him, with a slogan. “The Potentate of Totin’ Freight” is still seen around Milwaukee, emblazoned on the sides of Hernia’s trucks.
He juggled musicians and mistresses and saw many angles from multiple perspectives. He was always encountering remarkable people. “Coincidence is God’s fingerprints,” he wrote. He held court during noontime breakfasts and 2 a.m. sessions at the city’s most cosmopolitan cocktail bar. He drew people to him. He seldom slept.

The gift of finding common ground, of measuring people, served him well in business, in person and on stage. “Dad knew all the homeless people in Juneau Park by name,” recalled his daughter Llysa, referring to the downtown park near several of her father’s addresses. Sometimes accompanist and songwriting partner Barry Patton remembers Spencer winning over improbable audiences for their acoustic folk duo, at a biker bar on Milwaukee’s tough blue-collar South Side, and opening for Queen on their first American tour. “He could take all kinds of egos and make them coexist,” Patton said.

Despite the flurry of energy spiraling from him in all directions, music was the through-line of Spencer’s life in Milwaukee. He released three albums under his own name and one as Major Arcana, a band-persona that enabled him to escape his singer-songwriter image.

Spencer produced his own recordings and released them under the imprimatur of cryptically-monikered labels: Landscapes (1973) came out on Thoth Records, named for the Egyptian god of writing and learning; 2nd Look (1974) on Akashic Records, named after the theosophical concept of an astral compendium of all human thoughts and emotions; and The Most Beautiful Song in the Forest (1977) on Castalia Records, named for the initiates in Herman Hesse’s novel Magister Ludi. “He had forbidden books in his basement,” said frequent collaborator Sigmund Snopek, a classically trained progressive rock keyboardist. “He was fascinated by other cultures and religions and incorporated some of that into his music.”

By contrast, Major Arcana was psychedelic folk-rock, a loose-limbed campfire jam recorded over a period of months. The diverse cast of musicians was often summoned with little notice, when money to pay for the sessions materialized. Milwaukee underground comix legend Denis Kitchen (whose Kitchen Sink Press published work by Will Eisner, Harvey Kurtz and others) drew his only album cover for Spencer’s album, a benign Hieronymus Bosch profusion of impossible entities and occurrences.
“If at first you don’t succeed, succumb.”
— Jim Spencer
With The Most Beautiful Song in the Forest, Spencer wove a lovely and sincere cycle of children’s songs whose roots can be heard in the lullabies and folklore of centuries past. He was inspired to make the album for his young daughters, who recall being present at the recording session, but he also believed an international market existed for his children’s music. Spencer was always looking for a stairway to success beyond, but Milwaukee was a Mobius loop Spencer could not escape. Mangelsdorff called him “A man of great integrity locked into the city of the blind.”

The four-album discography documented no more than half the songs Spencer would write. “It was always fun to visit him. He’d always have new songs, new stories, limericks. He was a real wordsmith,” Snopek said. Patton agrees. “He’d call me at 2-3-4 in the morning with a new song,” he recalled. “I remember he once played me a recording of Hall and Oates’ ‘Sara Smile.’ He said, ‘Don’t listen to the arrangement. Listen to the song!’ He was all about the craft of writing.”

Although he appeared to be seldom alone, many of Spencer’s most moving lyrics were about loneliness or explored the distance between people and their aspirations. He could write in the cadences of the 17th and 20th centuries with no affectation in either case.

Had he lived in a city with a more developed recording industry, he might have had a prolific career in production. In 1976 he produced Inside the Shadow by the Indianapolis band Anonymous led by an old friend, Ron Matelic. Released on Spencer’s A Major Label and produced in the laboratories of the International League of Idlers & Eccentrics, Inside the Shadow hearkened back to ’60s electric folk-rock and is now regarded as one of the crown jewels of 1970s American psychedelia. Spencer’s idea of production had little to do with polish or technical prowess, but sought to catch a moment in aspic, energy in a bottle. “Anonymous was never really a playing band. We started jamming on Sunday afternoons and eventually I wrote most of what would become the Anonymous album. I owe that to Jim Spencer—a true artist,” said Matelic in an interview with Patrick Lundborg in 2005.
As the ’70s progressed, Spencer collaborated with a Milwaukee funk band, Son Rize, and in 1979 released a 45, “The Blues are Out to Get Me.” 7" and 12" versions exist for another single that same year, “Wrap Myself Up.” “I remember conversations we had about disco,” Patton said. “He saw that it might be a way in [to the music industry]. His thought process was: ‘You have to work within this vehicle that reaches people.’” Unlike most of his musical peers, “He didn’t put a value judgment on it.” Or as Spencer once said, “The best way to become a leader is to find out which way the herd is heading and then run up to the front.”

Spencer was working with a Milwaukee African-American label, New World Records, on a host of R&B and gospel recordings in the months before his death. There wasn’t much he wouldn’t try in music. He even performed once at Milwaukee’s punk rock club, The Starship. “He was a punk personality with a folksinger persona,” Ritchie said. “The only time I actually did a gig with him, he summoned me to the Murray Tap about an hour before the gig. We performed with an illustrious ad-hoc band also featuring [Milwaukee bluesmen] Jim Liban and McKinley Perkins. No rehearsal. It was gloriously shambolic.”
In the midst of all this, Spencer found time to be a shopkeeper, even if the hours at his book-antique stores were unreliable.

Some of his closest associates caught a sense of frustration near the end of his life. Cracks were seen in his usual good humor with every aspect of a life, given his literary interests, possibly described as a Borgesian labyrinth. In light of a family history of heart troubles, he was not taking necessary precautions. He smoked cigarettes and pot but had no interest in narcotics. He drank a little and slept less, leading some to suspect his life was amphetamine driven. Burning the candle at both ends? “He just took a blowtorch to that candle,” Patton said. “He operated at a different level than the rest of us.”
“If at first you don’t succeed, succumb”
— Jim Spencer
In the early 20th century, Milwaukee was culturally vibrant and politically progressive. Closer in many ways to Central Europe than the American Midwest, it was city of breweries and machine shops governed for many years by socialists. By the time Jim Spencer arrived in Milwaukee in 1968, that vibrancy had faded and the politics had turned repressive. The city was tightly segregated by race and the police ruled the streets with a heavy hand. The Special Assignment Squad, posing as Bell Telephone employees, tapped the phones of suspected subversives.The police were accused of an occasional summary execution of criminals and bullet holes are still visible in the mural at a popular bar where drunken cops fired their service revolvers after closing time. But the shell of the old city stood, with a European skyline of church spires and domes, a downtown of solid Teutonic architecture, an impressive park system and neighborhoods of modest but attractive bungalows.
Although born in rural Kentucky as Jimmie Rodgers Spencer, he adjusted easily to the idiosyncratic metropolis and navigated with uncommon skill between Milwaukee’s counterculture and old money. He played many roles with grace. His life can never be reduced to a Facebook post or boiled down to a few sentences in a biographical dictionary. Spencer was a musician, songwriter, poet, magus and congenial salesman for any idea that gained footing in his imagination. He was a dealer in rare books, antiquities and fantasies. He was a DIY publisher and indie recording artist at a time when circulating self-produced poetry and music beyond one’s hometown was a challenge on par with swimming the English Channel.

As a result, he was famous during his life in Milwaukee—at least to anyone who cared about local music and poetry, about books and the enterprise of creativity. He was not much known elsewhere but in the years after his death in 1983, his music, at least, has attracted attention. Badly manufactured bootlegs have cropped up around the world and bizarre accounts of his life have surfaced online. This compilation represents the first time his music has been reissued from the original tapes. It’s also an opportunity to tell his story.
To the degree that life is determined by heredity, Spencer’s love of music and his heart condition were the legacies of his Kentucky ancestors. He was seldom far removed from his guitar and seemed aware, especially near the end, of racing against the hands of a fast-moving clock. “Death is just a paper tiger if you don’t let it get too near,” he wrote. The tiger claimed him when he died in his sleep of heart failure, age 39, with many musical projects uncompleted.

His irrepressibly Southern inclination to sing and play guitar aside, the content of his life was conjured in the environment he created for himself and inspired by the spirit of those times. Coming of age in the late 1960s, Spencer hurled himself into an epoch when age-old questions were coupled with the search for new meanings. He came to Milwaukee for love. His wife Judy was a native. He stayed for the love of their children, Heidi and Llysa (both became musicians). Judy recalls him as a playful father who dressed up like the Easter Bunny at a holiday get-together. “My memories are more like flashes of dreams,” Heidi says. “But I think he influenced my love for antiques, old postcards, collecting and my strange meter when I play guitar.”

Spencer found his center of gravity in the counterculture that clustered on the city’s East Side near the University of Wisconsin-Milwaukee—but gravity never held him down for long. He found his place in the city’s bustling folk music scene—but he was unable to stay in place. Even within those elastic confines, he was never content to focus on only thing or another.
Spencer was amused by most anyone and everything he encountered and, as was his wont, he found his adopted hometown both stimulating and silly. “Today the world, tomorrow Milwaukee,” he always said, alluding to the city’s sluggishness in the face of change. In those years Milwaukee was dependably two years behind New York. It was not the place where trends began but a place where fashion was followed.

And yet, compared to the city where his teenage years were spent, Indianapolis, Milwaukee simmered with possibility. The palimpsest of its old Central European high culture was visible in the form of a professional symphony orchestra, an opera company and Equity theaters. Even avant-garde performance groups found enough patronage to survive.
There was money in town and some of it trickled down into the arts—and into Spencer’s hands for the rare books and artifacts he somehow acquired. He was unafraid to tweak his patrons—calling out one wealthy young collector of occult manuscripts for smoking “Dunghills”—yet he delivered his ego-puncturing jabs in a voice as smooth as fine whiskey and with a disarmingly mischievous twinkle. “Jim had a devilish glint in his eye and an impish grin as he emitted absurd turns of phrase, puns, poems and anagrams,” says Violent Femmes’ bassist Brian Ritchie. “Frequently his cigarette ash gained improbable length, which caused me anxiety: ‘Jim—your cigarette!’ His response: ‘I like to make an ash of myself.’”

Milwaukee’s 1960s counterculture remained strong and coherent in the early years of his sojourn, anchored by a weekly paper called the Bugle American. Their cheeky sensibility was comparable to Spencer’s punning sense of humor and he moved in the circles of its writers. The Bugle’s essayist Rich Mangelsdorff wrote that Spencer was “downright amazing in his ability to yoke the ethereal with the apparent” in lyrics and poems that nudged easily between the mystical and the scatological. Milwaukee also retained the crumbling remnants of an earlier subculture, the Beat literary scene, and Spencer made his home in those environs, publishing his own short-lived underground newspaper called Soft Times and co-editing several local poetry anthologies. He printed chapbooks of his verse whose delightfully wacky titles—My Little Read Book, Hide This Book, I’m Okay-You’re Fucked Up—spoofed the political pop-culture currents of the time.

He was a metaphysical comedian-poet who took his humor seriously. “You lead me beyond the superstition of reality,” he wrote in a love poem, adding: 
chances of a lifetime/come along like streetcars/that we miss/as we chose our critics/like artists/seeking approval/from their own personal devils.”
Spencer’s prominence in the city’s “small press” movement, a facet of the countercultural urge to democratize access to the creative means of production, set the stage for his vocation as a recording artist. In his mind, it was just a small step from self-publishing broadsides and chapbooks to releasing his own LPs.
Although Milwaukee was still known in those years as America’s brewery, it was also a center for commercial printing. Spencer picked up odd jobs in print shops early on; in ‘70s America good-paying work was bountiful and bohemians could count on temporary jobs in the “real world” as they worked out their dreams. After awhile, Spencer had no visible means of support but was always supported. He often didn’t have a car but always had a ride. Material possessions passed easily through his fingers; money was scarce but money popped up—one time a $20 bill appeared at his feet blown on the wind. He paid people in books and objects that delighted them.

Sometimes he bartered ideas for services. When a nascent Milwaukee trucking company, Hernia Movers, hauled a load of goods for him, Spencer paid with a slogan. “The Potentate of Totin’ Freight” is still seen around Milwaukee, emblazoned on the sides of Hernia’s trucks. He was always encountering remarkable people. “Coincidence is God’s fingerprints,” he wrote. He held court during noontime breakfasts and 2 a.m. sessions at the city’s most cosmopolitan cocktail bar. He drew people to him and slept far too little.

The gift of finding common ground, of measuring people, served him well in business, in person and on stage. “Dad knew all the homeless people in Juneau Park by name,” recalls his daughter Llysa, referencing the downtown park near several of her father’s abodes. Spencer’s sometimes accompanist and songwriting partner Barry Patton remembers that he won over improbable audiences for their acoustic folk duo, whether at a biker bar on Milwaukee’s tough blue-collar South Side or opening for Queen on their Night At The Opera Tour. “He could take all kinds of egos and make them coexist,” Patton says.
Despite the flurry of energy spiraling from him in all directions, music was the through-line of Spencer’s life in Milwaukee. He released three albums under his name plus one as Major Arcana, a band-persona that enabled him to escape his singer-songwriter image.

Spencer produced his own recordings and released them under the imprimatur of a succession of cryptically monikered labels: Landscapes (1973) came out on Thoth Records, named for the Egyptian god of writing and learning; 2nd Look (1974) on Akashic Records, named after the theosophical concept of an astral compendium of all human thoughts and emotions; and The Most Beautiful Song in the Forest (1977) on Castalia Records, named for the initiates in Herman Hesse’s novel Magister Ludi. “He had forbidden books in his basement,” says his frequent collaborator Sigmund Snopek, a classically trained progressive rock keyboardist. “He was fascinated by other cultures and religions and incorporated some of that into his music.” For Major Arcana (1976), he had fun by calling his company A Major Label.
The solo albums only hinted at Spencer’s range. Country-rock tracks came easily to him, given his rural American heritage, but so did balladry that could have harkened from Elizabethan England. “Greensleeves” was one of his favorite compositions. The best performances were intimate, as if he sat across the kitchen table from the listener. He had a gift for melody and poetic lyrics of casually worn wisdom.

By contrast, Major Arcana was psychedelic folk-rock, a loose-limbed campfire jam recorded over a period of months. The diverse cast of musicians was often summoned with no notice as money to pay for the sessions materialized. The front cover was designed by Milwaukee underground comix artist Denis Kitchen, whose Kitchen Sink Press later published work by Will Eisner, Harvey Kurtz and others. Kitchen used the Arcana cover as a canvas for a benign Hieronymus Bosch profusion of impossible entities and occurrences.
With The Most Beautiful Song in the Forest, Spencer wove together a lovely and sincere cycle of children’s songs whose roots can be heard in the lullabies and folklore of centuries past. He was inspired to make the album for his young daughters, who recall being present at the recording session, but he also had the idea that an international market existed for his children’s music. Spencer was always looking for a stairway to success beyond Milwaukee and had he survived into the Internet age, he might have found audiences around the world for The Most Beautiful Song. Who knows? Perhaps he could have leveraged the album into a gig with PBS composing the scores for high-toned children’s shows. But this was a future that was never meant to be. In those years Milwaukee was a Mobius loop Spencer could never escape. Mangelsdorff called him “A man of great integrity locked into the city of the blind.”

The four-album discography documented only a small percentage of the songs Spencer had written. “It was always fun to visit him. He’d always have new songs, new stories, limericks. He was a real wordsmith,” Snopek says. Patton agrees. “He’d call me at 2-3-4 in the morning with a new song,” he recalls. “I remember he once played me a recording of Hall and Oates’ ‘Sara Smile.’ He said, ‘Don’t listen to the arrangement. Listen to the song!’ He was all about the craft of writing.”
But the craft was only the doorway and the art waited for discovery within. Although he appeared to be seldom alone, many of Spencer’s most moving lyrics were about loneliness or explored the distance between people and their aspirations. He could write in the cadences of the 17th and 20th centuries with no affectation in either case.

Spencer’s ears were wide open and had he lived in a city with a more developed recording industry, he might have had a prolific parallel career in production. In 1976 he produced a superb album, Inside the Shadow, by a band called Anonymous led by an old friend from Indianapolis, Ron Matelic. Released on Spencer’s A Major Label and credited as produced in the “laboratories” of the International League of Idlers & Eccentrics, Inside the Shadow sounded like an unknown collaboration between The Byrds and Fairport Convention. The LP looked backwards to ‘60s electric folk-rock and forward to any number of low-fidelity psychedelic revivalists. Spencer’s idea of production had little to do with polish or technical prowess but sought to catch a moment in aspic, to capture energy in a bottle.

As the ‘70s progressed, Spencer collaborated with a Milwaukee funk band, Son Rize, and released one of the greatest lost disco singles with them, “Love Star” (1979), along with the 45’s A-Side, “The Blues are Out to Get Me,” which recently appeared on Numero Group’s W2NG 89.9FM compilation. “I remember conversations we had about disco,” Patton says. “He saw that it might be a way in [to the music industry]. His thought process was: ‘You have to work within this vehicle that reaches people.’” Unlike most of his musical peers, “He didn’t put a value judgment on it.” Or as Spencer once said, “The best way to become a leader is to find out which way the herd is heading and then run up to the front.”

Pushing deeper into rhythm and blues, Spencer was working with a Milwaukee African-American record label, New World Records, on a host of R&B and gospel recordings in the months before his death. There wasn’t much he wasn’t willing to try. He even performed once at Milwaukee’s punk rock club, The Starship. “He was a punk personality with a folksinger persona,” Ritchie says. “The only time I actually did a gig with him, he summoned me to the Murray Tap about an hour before the gig. We performed with an illustrious ad-hoc band also featuring [Milwaukee bluesmen] Jim Liban and McKinley Perkins. No rehearsal. It was gloriously shambolic.”

In the midst of all that music, Spencer found time to be a shopkeeper, albeit the hours at his book-antique stores were unreliable.

Some of his closest associates caught a sense of frustration near the end of his life. Cracks were seen in his usual good humor. He might not have been feeling entirely well but as with every aspect of his life, his thoughts were like a Chinese puzzle box with many hidden compartments. Better yet, given his literary interests, it might be better to describe his life as a Borgesian labyrinth. In light of his family history of heart troubles, he was not taking all necessary precautions. Spencer smoked cigarettes and pot but had no interest in narcotics. He drank a little and slept less, leading some to suspect his life was amphetamine driven. Those who say that are people who can’t imagine a mind that refused to stop thinking and imagining. Burning the candle at both ends? “He just took a blowtorch to that candle,” Patton says. “He operated at a different level than the rest of us.”

—David Luhrssen

TRACK LIST